The Entangled Web
by ShawnMorgan
Summary: Taylor Hebert survives the Gold Morning and rushes through one of doormaker's portals. She arrives elsewhere. What will this mean for Earth 616 and especially Spider-Man? As this story takes place after the end of Worm itself, there are spoilers.
1. Prologue

Cassandra Web, better known to the world as 'Madame Web' sat and concentrated. She had felt a presence that was both highly familiar and yet at the same time managed to be utterly alien. Whatever or whoever was heading this way was their presence was interfering with her monitoring of Spider-Man's progress. That in itself was a cause for concern.

 _Odd, I should be able to tune out anything that does not concern the web of fate._ She took a deep breath and reached out with far sharper focus. What she saw was a young mind, tortured and fractured to the point of breaking, of a young woman, a good few years younger than Peter Parker. She sharpened her focus and studied her closer. What she saw horrified her. _By all that's holy, that which she carries within must be removed. creature she brings with her must not be allowed to arrive._

Cassandra Web straightened up as she prepared to reverse the emergence of Khepri, but there was only so much she could do. The rest would be up to this 'Weaver' herself and that would be terrifying in its own right.

Same old villains, same old bluster, same old fights. Shocker was, as so many times before, hanging upside down from a lamp post. Spider-Man wondered why so many of his rogue's gallery didn't simply pack up and move to somewhere easier. He'd heard Latveria was lovely this time of year. For now though he had loose ends to tie up.

"Herman, seriously, how many times is this now?" Spider-Man sighed theatrically as he flicked out his fingers, then pausing for a second, waggled his toes. "Often enough that I don't have enough digits!"

"Screw _you,_ web dweeb." Shocker's eyes blazed with helpless fury, wanting nothing more to turn his signature gauntlets on his old foe and turn them into fly swatters

"Hey, I was nice enough to leave your face unwebbed, don't make me have to wash your mouth out, you know I can." A webbed finger was waggled in a cautionary manner.

 _"Fine."_ Shocker knew he was beat, he'd had enough practice at it.

Spider-Man picked up the shock gloves and was about to swing away when he was hit hard by a familiar buzzing. This was different though, It was actively crippling him to the point where he was curled up and clutching his head.

Shocker blinked and smiled ever so slightly. _At least this isn't a total disaster..._

A portal of shimmering energy swirled near him and a form stumbled through. She was clad in strange armour and sported a jetpack with damaged wings and mechanical arms. The mechanical arms weren't the only damaged limbs. The newcomer's right arm ended in a stump above where her elbow should have been.

New Yorkers, long used to the daily dramas between superhumans stepped back but in many cases only as far as they thought was strictly necessary. Many of them looked at the insectoid shape and wondered if this was the web head's girlfriend.

The woman in the armour looked around, confused and angry as she tried to make sense of how she had got here. By instinct alone she tried to command of the human swarm around her. Reaching out she went for their minds, her head jerking back in shock as she felt the absence of that power. Billions of Arthropods lived and thrived in this city though and she felt them all. Then she narrowed her eyes behind her mask as she made contact with one human mind.

Simultaneously she called every winged arthropod she could, gathering them up, calling them to her. Spiders crawled away from their webs and

Spider-Man tried to stand, having overcome the painfully consistent buzzing. Even as he did so, he felt a foreign presence in his mind and could feel that someone was trying to take control of his actual body. Whoever it was had a will to match his own. But one thing he would not do, ever, was back down.

A name came to the new arrival's mind, though she couldn't tell whether or not it was her own thought or someone had spoken to her at first.

 _Your name is Taylor Hebert, but to my brother and I, you were and will always be, Skitter._

 _"Sk-Skitt.. Skitter. I was Skitter."_ With that the swarm of bugs enveloped the immediate area and she was lost to sight.


	2. Emergence

Spider-Man was vaguely aware of what was happening around him. Between his Spider-Sense and the recent assault on his autonomy he was exhausted. He was fully aware that his attacker had tried to overrule the arachnid part of his genetics. To add insult to injury the Shocker was grinning happily even as New York's finest arrived in force.

He greeted them warmly, not expecting the courtesy to be returned in the slightest. "Good afternoon officers, may I present one bound and tied Herman 'shockingly hopeless' Schultz."

As he'd expected, the first cop to arrive drew his gun and aimed it at him. "You're under arrest, Spider-freak!" Even as he spoke, three more police cars pulled in and a half dozen officers spilled out of them, rushing to their own support positions.

"What for, chief?" Spider-Man replied, keeping his hands raised to show he was willing to co-operate, but he could still feel the low hum of his Spider-Sense registering the increasing amount of weapons being pointed at him.

The Shocker seized his chance. "He's gone crazy! First he came in all guns blazing and then after he had me all trussed up he called up all the spiders! He said he'd have them deal the death of a thousand bites if I didn't tell him what he wanted to know!"

The cop's head turned to the Shocker who had a strange expression on his face. The cop sniffed like he'd registered a bad smell but Schultz continued. "I'll cooperate. I won't resist arrest and I'll agree to a plea bargain. Just as long as you get me away from this maniac!"

"Don't believe a word of it officer, he's playing you." Spider-Man kept his tone calm and measured, but as his Spider-Sense rose in intensity he knew he'd lost here. He growled at the same time as he leapt skywards. "That's the last time I go easy on you Shocker!"

As Spider-Man vanished into the bright New York sky, the officer brought his gun to bear but cursed. Opening fire upwards meant putting innocents in danger if he missed. He sighed and re-holstered his gun. "Alright, men, take 'im in." The cop thumbed towards Schultz whilst giving the villain a suspicious look.

"The gauntlets unlock just past the wrist," The Shocker said uncharastically helpful.

"You're coming quietly…?" the arresting officer murmured. With Spider-Man gone the Shocker would have had a decent chance of escape.

"I already told you, he's gone insane. You _saw_ what he did. As far as I'm concerned the best place for me is with you guys."

As the NYPD Code Blue vehicle pulled away from the sidewalk (and gathered onlookers) with an oddly compliant Herman 'Shocker' Schultz in the back, the villain smiled smugly. He'd settle for putting a cramp in the wall-crawler's day. Besides, it would be much less hassle to escape later.

Especially since the Kingpin owed him a big favour.

In the labyrinthine sewer system that ran under New York, two young women struggled onwards. Trudging along the slick, barely lit paths, Aisha Laborn supported her friend as much as she could. The problem she had, was that she was splitting her efforts between holding Taylor up but holding her at a distance mentally. That arduous task was made all the more difficult by Taylor in her dangerous mental state. Aisha was actively concentrating on keeping her power up, to make damned sure _Khepri_ couldn't get a grip on her own mind.

After several minutes of further trudging she resumed speaking, trying to coax Taylor back as best she could. "Your name is Taylor Hebert and you had a team."

Taylor's voice sounded initially strained, and a touch surreal. "My name is Taylor Hebert and I had a team…"

"We were the Undersiders of Brockton Bay."

"We were the Under- Oh, of course, _that's_ why I use sewers." Taylor's voice had a soft almost dreamlike tone but at least it was coherent for once.

Imp blinked but this seemed like good news to her. Part ot Taylor was remembering who she was, although this would be the Taylor that escalated at the drop of a hat.

Imp continued, "Close enough for now, you need to rest. We barely made it into the sewers and I have a feeling it won't be long before something comes after us. You know, business as usual…"

"That would be bad," Taylor murmured, in that same dreamlike continuing to speak that dream like tone.

"It wouldn't be too good for us either." Imp quipped, concluding that a semi conscious amnesiac Taylor working on instinct would escalate by habit alone, being chased on an unknown world which had capes of its own.

"But right now we need to find somewhere nice and quiet and out of the way - and out of this sewer, before you catch an infection."

"Follow arrows." Even before the figment of Taylor's imagination could answer, which meant she must be talking to herself, a swarm of tiny bodies either flitted or scurried under what little lighting the sewers had in the maintenance area, forming a marker. "Talking to self, but can talk, so talking to self is good thing. I is controlling swarm again but humans be missing from it. Where that power go?"

Aisha Laborn said nothing, only barely discomfited by her friend's creepy little army, but continued half carrying, half dragging her friend onwards, maintaining her own power. What she remained unaware of was that she wasn't the only one that been deflecting Khepri.

Madame Web, the woman who had taken on the task of containing Taylor's unrestrained alter ego, gasped for breath. Her face flushed from the effort of erecting the mental barrier around the same bombarded mind she had sensed earlier. If she could just _wall off_ the part of Taylor that was 'Khepri', then there was a chance of minimising the fallout stemming from her arrival.

She meditated, letting the light of her power guide her, homing in on one oh-so-familiar aura. Spider-Man was sat on a rooftop water tower, seemingly steeped in thought. He looked, at least to her mystical senses, strained. Their fractious association had given her much insight concerning the wall crawler, and she'd worked with him on enough occasions to be able to hone that insight.

She smiled ever so slightly; he would be along shortly after she called to him, no matter how irritating he found her; or she sometimes found him.

Snapping out a web line as he felt the mental call, Spider-Man groaned. Not only had he just received the message to come to her from Madame Web, but the Daily Bugle was calling on him to explain the situation.

A few months ago he would have put it down to _Jolly Jonah's_ grudge, but these days the Bugle was run by Robbie Robertson. To be fair Robbie was a huge improvement over his predecessor, but that didn't mean he was going to give the spandex crowd free passes either.

He muttered, "Well, first port of call is Madame Web, then the Daily Bugle, after that the Avengers and after _that_ , with the way my luck works, the Great Lakes _whateve_ r they're called _this week…_ and I'm talking to myself again _. Great."_

Taylor was sleeping, having somehow found an unoccupied utility room to hide in. The reason she had found it was currently watching her like a hawk, using what little first aid equipment she could find to tend her friend's multiple injuries.

Okay," Imp muttered, "We need supplies, information and as soon as we can, showers and a proper hideout."

"I think we need to talk." The electronically filtered tones of the armoured Avenger known as Iron Man broke Spider-Man out of his reverie, as he swung between two buildings.

"I'm a little busy heading to Madame Web, probably for the same reason you want to talk to me. Can we make this quick?"

"How about I give you a lift and you tell me as much as you can on the way?" Iron man just hovered there for a moment. The man was well known for his self righteous attitude.

Spider-Man consider ignoring him but that would be more trouble than it was worth" That's a good idea, just don't try to enter when we get there."

"Oh?"

"It's a one on one issue and, well, let's face it - you and magic just don't go well together. Heck, not too long ago you and _other heroes_ didn't go too well together."

"Thanks for reminding me, webs. It's not like I have people reminding me of that every five minutes."

"Any time shellhead but stay outside. If the sprinklers are on, you could rust." Spider-Man flipped up and around as he spoke, coming to a perfectly timed halt on Iron Man's back, "And hey, it's down to every five minutes. Things are looking up, it used to be every four and a half!"

"So, you're going to remind me again in four and a half minutes?

"Yeah, well, those of us who got chased around by _SHIELD_ know how forgetful _you_ can be Tony."

"Fine. But let's concentrate on the present. What can you tell me about this new guy?"

"Not much. I was a bit busy trying to keep _her_ out of my head."

"So, it's a her, and she can get into people's heads. Sure you didn't piss Wanda off… again?"

"Pissing people off is _your_ job."

"There you go then, you should leave it to the professionals. Now, to business… it sounds to me like we're dealing with a telepath." Iron Man paused. "And she can either control bugs or you've been holding out."

"I've not been holding out; This time. "

The tension between the two had eased, but after the debacle of The Superhuman Registration Act, followed by major public figures being revealed as having shot the Incredible Hulk into space, only to have him return even angrier than usual, things were still tense.

For all his ego, Iron Man was no fool. As he touched down on the building Spider-Man indicated, the genius engineer was revisiting old contingencies he had devised in the event of Ant-Man going rogue. He looked at Spider-Man and said simply, "I'll see you back at Stark Tower."

"Got it." Spider-Man got the hint that if he didn't turn up at the ostentatious tower later, Iron Man wouldn't be so accomodating the next time they met. He turned and headed to meet someone who he considered so damned cryptic she made Doctor Strange seem straightforward.

The Daily Bugle was buzzing with activity as its staff hurried around, striving as always to get the afternoon edition out on time.

The stern yet not unfriendly voice of Robbie Robertson carried easily over the general office hubbub, honed from years of practice. "Betty, you're on incoming calls for this. And see if-"

"- I can try and get get hold of Peter." Betty Brant finished for him, earning her a quick smile from Robbie.

Robbie turned, issuing orders to the rest of his people. He watched them. pausing once to quietly reprimand an intern that was carrying more papers than she could see over. Robbie hoped that being reprimanded by the very same person she'd almost collided with, would be enough embarrassment for the young woman.

From the way her face flushed, he was reasonably sure that the lesson would take. Patting her on the shoulder and switching from a frown to an avuncular whispered. "I was there once too." He saw her relax slightly, nodding briefly. "But remember."

As the blue haired intern departed, her ponytail swishing slightly as she did so, Robbie stepped into the editor's -his- office, closing the door behind him

 **He sat in front of his PC, and pressed play on the paused video message that Ben Urich had emailed from the scene.. That footage was now the main reason the Daily Bugle's headline read. "Spider-Man: Talk to Us."**

Robbie had acted fast, taking the most neutral approach he could, but each time he saw the strange newcomer in the insectoid armour, he frowned. He rewound the footage again, staring intently at it, and smiled as he finally realised what he'd been missing.

Urich's snort of amusement when Robbie had phoned him asking what he thought about this new 'Bug Guy' made much more sense now. Robbie rewound the footage, looking for anything else he may have missed. As the figure turned he could see long dark wavy hair and now he knew what he'd been subconsciously looking for; hips.

Knowing Urich, he probably realised the moment he saw her. Lucky for me that I get to hand him the assignment. I just hope Spider-Man's in a talkative-

Robbie stopped, and could only smile at the idea of the hero _not_ being in a talkative mood. The smile vanished a moment later, though, when Robbie reminded himself of what it meant when the hero _stopped_ talking.

Spider-Man made his way through the deceptive corridors. Madame Web had a list of people she would interact with, and it was a short one. Spider-Man knew it included more than two names, but was nonetheless only really aware of himself and Doctor Strange being on it.

He took a few more steps before halting as his Spider-Sense began to tingle. He had a suspicion that he still would have known something was wrong without it. His fears were confirmed when he found Madame Webb sprawled on the floor, her dark brown hair slick with sweat.

He blinked. He remembered her as an old woman, even more physically fragile than his own aunt May. He moved his mask so his mouth was clear as he knelt down next to her.

"Madame Web, what happened?"

"Spider-Man?" Her voice was dry, "Good, you made it. I need you to listen very carefully."

As he assisted her into the nearest chair, passing her a glass of water that she drank immediately, he said, "You look better. Figuratively speaking."

She nodded. "Ah,the riddle of my seemingly restored youth and health. It is a long story and not currently relevant. Also, we have little time."

Spider-Man's eyes narrowed behind his mask at her words and he jabbed a finger in the clairvoyant's direction. "Every time. Every _damn_ time, always hiding things from me. If I didn't think you knew more about this than you're letting on, I'd let you _rot!"_

The enigmatic precog didn't answer for a moment, then let out a heavy breath. "I was too busy fighting something better left to the likes of Charles Xavier or Stephen Strange."

"Then why didn't you?"

"Because if they had they lost, Peter, we all would have. I barely survived and my opponent wasn't anywhere near full strength. If you'd felt any of it…"

Spider-Man leaned on a wall, thinking. "I'm pretty sure that I have."

Madame Webb looked at him again and held out her hand. "It may help to compare experiences. Will you join me?"

Spider-Man looked at her sceptically and asked sourly, "Do I really have a choice?"

"You always have a choice."

"And with you I'm pretty sure it's always going to be the wrong one." He took hold of her hand anyway, surprising the precog with how gently he did so.


	3. Struggle

**Struggle**

Taylor Hebert shivered in her fitful sleep. As she did so, her mind raced, trying to piece together landmark events in her shattered memory. It was a painfully slow process, but eventually a vivid memory arose; an unwelcome one. The recollection concerned was of what have been _the_ major event in her teenage life, back when everything had changed.

That nightmarish existence had started after her best friend had inexplicably turned on her.. As the weeks went by, Emma Barnes' treatment of Taylor had become nastier, forming, as Emma had, a trio with Sophia Hess, and Madison Clements, the bitches of Winslow High.

The trio's unexplained maltreatment of Taylor had led to months of insidious harassment, with little to no intervention from the school authorities.

For a while though, the trio had backed away, seemingly content to just taunt Taylor and shove her about. Sophia, the queen bitch, had _accidentally-on-purpose_ elbowed her in the side, or the back, or even her head a few times, just to keep Taylor from _forgetting_ her place. Taylor though, had known that her bullies had something special planned for her.

The days rolled into one another becoming jumbled up in her mind, as the dreamscape spun around her. Her recollections skipped away from her school life to a... bank? One she was... _robbing?_

She dimly remembered marbled floors, pillars, and terrified people. It seemed that the hostages were terrified of her. The reason why became apparent with what dangled from her finger; a spider? And a Black Widow at that. There wasn't just one either, or even just one type.

There was a small swarm of… venomous ones. Taylor had dreamed of being a hero when she'd triggered, but those dreams had seemed more and more farfetched, especially as one of the terrified hostages in this bank was one of her world's best loved capes; Amy Dallon, better known to the natives of Earth Bet as the super powered healer, Panacea.

Her mind flashed with white noise and she was somewhere else. At first it wasn't clear where. It was cold? No, it was wet. It was like she was fighting through a freezing vertical river. The rain was coming down in sheets.

Looking down she saw that she had something in her hands. What was it? A pike? A spear? No, no it had a title... the… _Halberd_. It wasn't _her_ weapon, and the name that was attached to it, evoked several contradictory feelings: _Armsmaster._

That name triggered her next fragmented memory. It was the same as before… but it wasn't; she was wading through the maelstrom towards a deluged and embattled _Endbringer_ shelter.

In there she saw a man she held in contempt, cowering from... Leviathan; the creature that was over thirty feet tall... Was this cowering man _Armsmaster_? Was this the man that had such a powerful place in her memory? _No_ , she could just about recall that this was in fact, one of her teachers. _Mr. Gadfly?_

She also knew somehow, that regardless of many other accurate descriptions that were applicable to the Halberd's owner, many of which were less than complimentary, coward wasn't one of them.

As the scene played out though, she had two thoughts about it. Firstly how bad must that teacher have been, that he was this memorable? Secondly, what kind of Villain shoved nano technology up Godzilla's cousin's ass?

Across the small moderately sanitised room, Aisha blinked as her restless friend gave out some weird kind of giggle-sob. She decided that the best thing she could do was check Taylor's bindings. As she unwrapped the next to last bandage roll, she squeezed her friend's hand.

Taylor sensed something beyond the dream as physical contact occurred. There was someone else near her, but it was so hard to remember her. Whoever it was though, she sensed that the two of them were… something. The information was still hard to to form and make sense of internally, and she had no idea how to communicate that... She needed the right... _words_? Well they helped with people. Some more than others.

Two words came to her at last, faint, as though they were etched on dark glass barely visible through murky water. A small smile appeared on the young woman's lips. "Anchor."

The word slipped out of her mouth, quite to the surprise of the woman guarding her, who halted, eyes narrowing, staring at her friend.

A second word escaped through Taylor's lips: "Undersider."

Aisha paused halfway through redressing her friend's wounds, her lips twitching with a small smile. Breathing a small sigh of relief she said, to no-one in particular, she said, "Thank.. well... _me_. Now we have a chance."

Iron Man touched down on the cylindrical platform that extended out to meet him from the top floor office of the redesigned Stark Tower (which doubled at the headquarters of the current iteration of Avengers). The red and gold Avenger was encased in azure light as the mechanical appendages whirred to life, and began removing the advanced battle-suit (the fifth of a generation) as Tony walked across the now retracting pad into his sky-view, penthouse office.

The panelled _and resilient_ windows extended and sealed behind him. He would once even have called them unbreakable, but had learned _that_ lesson during the crisis of the Superhuman Registration Act.

Even though it had been irritating to fix the _unbreakable_ window, Wolverine had deserved it. Making the comments he had about Peter's then-wife, Mary Jane, had earned him a first class ticket: Straight out of said window. It was certainly the most unique way Luke Cage and Jessica Jones had ever seen anybody hail a cab.

If Spidey had been here reminiscing with Tony now, he'd have said that the _X-Man_ had been _knocked down a few pegs (and storeys)_. But then he _had_ been there then, and Tony had ended up paying for the resultant damages (including the taxi's).

But that would be the last time he _ever_ called glass, even glass designed to withstand the Hulk, _unbreakable_.

"Jarvis" The billionaire stated aloud as he made his way over to the rear of his office (and desk).

"Yes, sir?" Came the mellowed and british butler-ly tones of a long missed family member.

"I'll be having eggs Benedict with a glass of, hmm… what do we have?"

Tony listened as Jarvis rattled off a series of beverages that were available, but before he (the billionaire inventor) could make a decision, a sparkling glass of liquid appeared from an alcove on the wall. This was shortly followed by the far door to the office opening, and a stubby, flat-surfaced, hovering gizmo carrying a plate of _scrambled_ eggs flew in.

"As ordered, sir."

"Uh Jarvis," Stark started as he sat down behind his desk with the clear sparkling drink.

"Yes, sir?"

Stark eyed the plate as it was placed before him. "That's not eggs Benedict."

"Yes, sir." Came a slightly subdued response.

Stark blinked. Jarvis never ceased to amaze him. The billionaire industrialist wondered if the butler had some kind of sixth sense of its own as he ate. An artificial intelligence with that kind of foresight wasn't outside the sphere of his experiences.

On top of that, the food had started to seem tastier, and he paused a moment as he reflected that this was what he had _actually_ wanted anyway. Further, it seemed that he'd copied the much missed man, friend and ally close to perfectly.

It was a while later that Tony strode through the building to where the _Avengers_ kept their equipment. He entered the secure room, and approached a sealed panel on the wall, made of the same impervious glass. Through it he saw the gauche helmet that Hank 'Ant-Man' Pym had first used. Then again, his own original suits hadn't been much sleeker; Tin-Man suits Pepper had once called them.

He punched in the code and waited as the panel retracted, and the helmet was presented to him. Turning it over in his hands, taking in the decade-old technology, he marvelled at the ugly yet almost simplistic design of decades past.

His thoughts turned to his old colleague. _I wish it had gone better for you old friend. But look on the bright side, at least I have the authority to override your lockouts now. And with this helmet of yours, I can start searching for this new, out of nowhere, unknown, uncontained superhuman. I don't know how yet, but hey, I'm a genius._

His on site laboratory was situated in the centre of the building, inaccessible from anywhere but the Avengers' headquarters. He activated a fivefold security protocol, including olfactory and body language recognition.

"Jarvis, seal lab and commence deep scan of item A3 : Cybernetic Override and Interface Logistics. Codename: _C.O.I.L._ "

Peter Parker stood on the ledge of the tower block, squinting hard, trying to see anything through the incessant rain that bombarded him. This unknown city was mostly shrouded by a preternatural storm, its roar almost drowning out the pitched whine of the city sirens.

He hunched forward, to keep as much water out of his eyes as possible. He tried to use his own enhanced senses to scan his surroundings, but was hindered by the nature of his arrival. He turned to his companion.

Cassandra Webb perceived Peter's quizzical expression, but declined to answer. "Peter, brace yourself for one of the most fearful sights you will will have ever seen."

"Wolverine the nudist?"

"You must compose yourself. It begins." She raised an arm and pointed eastward. "Look toward the shore."

Following her directions, he could just barely discern a structure that seemed to stand guard over the bay, shining through the oppressive darkness. Even as he focussed on it, a surging wall of water tore through the superstructure, off brick, steel and glass.

Then Peter saw it, the creature that he somehow knew was the cause of the storm. The thing was over thirty feet tall with an even longer tail. It had four green eyes, with three on the left and one on the right. And it was _fast_. As a group of defenders materialised, on the road nearly half a mile away,, it twisted around and charged them.

Peter watched aghast as the thing collided with the defendants, downing many of them in one move. Far too many of the costumes didn't get back up either. He felt sick to his stomach at the sight and was turning his head away when he saw _her_ , the rail thin girl in insectoid armour, struggling to survive. He had a flash of was actually _Skitter.._

Several metres above the water a woman flew straight at the deadly creature. Noticing her immediately, the Leviathan lunged, but at the point where only a few metres of distance separated them, the thing stopped, creating a watery image that surged ahead of its 'parent'. The flying woman reacted to its arrival with a pinpoint accurate double swung, resulting in a blow that shattered the watery echo, allowing her to close for melee with the actual creature.

The collision was heralded by a thundering boom and for a split second Peter wondered if the two distant combatants had met at over MACH one. He only wondered briefly, as he braced himself for the oncoming concussive force, except it passed harmlessly through him instead

 _That should have hit me like a sledgehammer…?_ He looked for Madame Web, noticing that she hadn't moved or been forced back in the slightest. He would have quipped at his own expense at his mistake, but there was nothing _remotely_ funny here.

As he gritted his teeth, he tried to remember any situation he'd been in that held a candle to this experience. They were few enough for him to be grateful.

As he continued watching, a seven foot tall woman with pale hair, and a translucent horn protruding from her forehead, hurled something blue at her enemy, doing some damage.

Peter looked over the battleground, hoping that this slaughter had been the end of it, but part of him, knew better.

A whooshing sound of displaced water loud enough to be heard through the storm made him look back at the creature. It was now fighting a forty foot tall armoured form, that having touched down was firing several weapons, whilst simultaneously grappling its target. The woman that he'd seen fly straight into the creature was staggering upright in the water.

Peter's face hardened."Madame, remove the restraints, and send me in!"

"You can do nothing here Peter, it has all _already_ happened. You know this!"

Peter Sagged. "I've seen enough. I'm just glad they could stop that thing in the end.

Cassandra Webb shook her head slowly. "They did not _win_. They _survived_ , if barely. The memories are fragmented, but I know enough to tell you that over a quarter of the defenders died in this battle, before the creature retreated."

"I'll take knowing it was driven off, even temporarily, as a victory."

"And now Peter, you know one of the hard truths this blighted world endured. And know this, it was far from the worst."

A flash of light punctuated the remark as the giant assault robot, or whatever it was, doused the creature in plasma,before adding its own self-destruction to the faltering defense.

"Madame - Cassandra. If we can't help, let us leave, _now."_ All Peter could think of was that wanted to be back where he could make a difference, whether it was NYC, or down there joining the assembled capes in their struggle.

Madame Web nodded sagely."Yes, you've seen what you needed to, it is time for you to go Peter. But know this, during all this I have uncovered something far more frightening." Cassandra Webb nodded, mostly to herself. "That creature and its siblings were recruited by the girl you met."

Peter sighed. He really wished people would remember how smart he was alongside his other gifts. Even whilst he was absorbing the new information about this 'Skitter' he was concerned about why Madame Webb had said 'you to go' rather than 'us'.

Turning to her he asked the loaded question, "So, when do _we_ leave?"

Cassandra smiled sadly, "My place now is to depart this mortal coil and take as much of Khepri with me as possible. I cannot keep her from overwhelming me much longer."

"Doctor Strange-" Peter began.

"Would use many spells, most of which would have an unconscionably high risk of freeing what I now contain."

"But-"

"Goodbye Spider-Man. Whatever else you do, find Skitter. And should she appear, stop _Khepri_ at all costs." Madame Webb's voice was fading now along with the backdrop of this blighted city,

Spider-Man's eyes refocused as he readjusted to his original surroundings, including the glow of the late afternoon sun, and the New York skyline beyond.

"How long did that vision take? It must've been a few hours at least… It must be at around five now?" He waited a moment, letting out a groan as he rose and then cursed as he spotted the lifeless form of the elderly Cassandra Webb sprawled on the floor.

"Madame Webb!" Spider-Man rushed over to her side, dropping to his knee. He pressed two fingers to her neck searching for a pulse. "Nothing _,_ " he said aloud, "I need assistance. Hold on Madame Web!"

He carefully shifted Cassandra into the recovery position and reached for his cell phone.

"Sir, incoming call from a Mister Spider-Man."

Tony Stark looked up from his work table, blinking as he realised exactly how many components he had laid out in front of him, .

"He seems quite flustered, sir. Should I take it?"

"Patch the call through Jarvis." There were several beeps as Jarvis connected him and the familiar voice of Spider-Man cae through

"Stark! I need medical assistant, now, right now!"

"Hold on Spidey, what's going on?"

"Madame Web! She's unconscious… she needs help."

"Alright, I hear you. Help's on the way." Stark could also hear Peter's voice relax a little as he thanked him; and he closed the call. "Jarvis, send a _S.H.I.E.L.D._ unit."

"Not that nice man, Mister Agent Coulson, sir?"

"No, a _Stasis Hibernation Intensive Evacuation Life Defense_ unit," he paused, "and please always call him _Agent_ , he doesn't have a name."

There was a moment of silence from the A.I. butler, "I don't think Miss Potts would appr-"

"Jarvis," Stark started, "send the suit."

"Already done, sir. But may I suggest a new name for them?"

"No," he said calmly, "no, you may not." Stark smiled; getting those initials to work had been challenging but the look on _Agent's_ face had been priceless. Though he got the impression from _Agent_ that Nick Fury didn't appreciate it. Father or son.

Taylor Hebert sat up. As she did so she smiled for the first time in a long time. There was a well built and toned (and beautiful) black girl looming over her though, and Taylor couldn't tell whether she should be afraid or relieved.

Aisha saw the reaction and took a step back, hands held up placatingly. "Don't worry boss, we're together."

Taylor's eyes went wide and Aisha chuckled. "Naw, not like that! Although two of our team mates definitely are, and I can vouch for it, though I legit wish I couldn't."

"I know you…" Taylor blinked, looking at Imp closely, "you're my… mother?"

Aisha pointedly indicated herself, and then Taylor, "Not unless we went through seriously _weird_ adoption proceedings." Aisha's smile disappeared as she recalled how bad Brockton Bay's adoption services had _actually_ been.

"You're right." Taylor said, beginning to feel more comfortable around her trashy-dressed black 'friend'.

"I wish I hadn't said that now," Aisha muttered, "not something I really wanted to remember."

"The adoptions were… bad?" Taylor looked inquisitive and Aisha winced.

"Bad? Girl, they were so damn bad that someone we know triggered; and all because of _them_. Those adoption services really fucked her over. She prefers the streets," she paused, "and her pack."

Taylor blinked and her eyes widened at another freshly recovered memory. "I remember her…" Taylor smiled slightly smug. "She set one of those dogs on me… so I kicked her in the face."

"Yup, the beginnings of a _beautiful_ friendship." Aisha motioned with her hands.

"Her name was… _Rachel Bitch_?"

"Close enough, I guess." Aisha frowned, and then smiled, "Hey! You're really coming round, huh?"

Taylor concentrated. It was progress, and she could feel it, but her memory was still _difficult_ , and it felt like millions of voices were trying to climb inside her head all at once. Then she saw it: A spike of memory, so vivid and emotional; one that had scarred her, and changed her life forever.

 _Taylor cried out, as she found herself stuffed into her locker at Wilmslow High. She'd been shoved, and pummeled, and jammed into its tight, metal, confines. It was filled with objects reeking of stale female menstruation, and worse. Taylor had pleaded with her tormentors to let her out, to no avail. The tears rolled down her cheek realising as she screamed and banged on the locker door, choking from the stench, that it was no use. Those fucking bitches had gone. They'd won and Taylor was trapped here. Alone._

 _She struggled with her breathing, choking as she did on the foul odours that permeated the claustrophobic space. She began to panic as her mind raced, banging on the locker door. There was no one. No one was going to come._

As Taylor fainted away, being laid gently down, she missed Aisha's own exhausted comment. "At least her memory's coming back."


	4. Conversations

Conversations

Herman Schultz looked up at the dark, cold, New York sky as he exited the subway. Fisk's lawyers worked fast. Given how many fingers the big man had in various pies (probably more than he had on each hand), it hadn't been much of a shocker when Schultz had been released. He'd consider it an early _Christmas_ present considering the time of year.

His gear, however, was in an evidence locker somewhere in the building behind him; he doubted that they'd let him have it back. There was a silver lining to that though, and an excellent opportunity: In a safe-room, somewhere in downtown New York, was his next suit, A prototype. For a man in Schultz's position and line of work, loss of his equipment was an ongoing expense.

 _Besides,_ he thought, _it's always paid off to make improvements._

Herman was brought back to the present by his growling stomach. He hadn't been in custody long enough for the cops to get around to feeding him, and smells of greasy foods wafted his way from a nearby diner. Rather than wait until he got back to his sleazy rental apartment across town, he decided he'd eat now.

He shivered as he stepped off the pavement, and committed his first crime, jaywalking across the busy road towards the neon signage. He glanced skyward out of ingrained habit, briefly searching for any sign of the city's high altitude residents in the light pollution above.

He stepped onto the opposite sidewalk, ignoring the blasting of horns from the yellow cab that he'd crossed in front of, and surveilled the scene.

 _Del's Diner_ , the signage was bright red with silver trimmings, a timeless look and a typical Brooklyn sight, and ruined by the mass of Christmas decorations adorning the outlet. Herman stepped through the door, into the bright and warm interior of the red and black themed diner, No _Del_ iin sight as he looked at the serving counter.

"What'll it be, honey?" Herman glanced over at the pretty brunette waitress in an Elf hat talking to him. She was leaning on the counter, pen and notepad in hand, her grey-blue eyes studying him casually. Her name badge identified her as _Peggy_.

He slid onto one of the red leather stools at the counter, looking a moment to read the menu before answering, "Give me the turkey special."

She asked, "Do you want stuffing with that?"

Shultz shrugged and the waitress dotted something down on her pad, then asked: "Coffee?"

"Sure."

Peggy had had a long day and she wasn't due off till midnight. On top of that, there was something weird about the guy hunched over the counter. She'd seen it before, working this close to the local Police Precinct.

This guy had the look of someone who had just been processed but it was more than that. It took a moment to register but when it did, she took a breath. As she poured coffee she noticed the customer staring right at her.

Herman smiled sourly at the waitress' reaction before reaching in and producing fifteen bucks asking, "Is this gonna cover the check and tip, sweetheart?"

Peggy blinked. It covered the check and there was enough left for a decent tip. Schultz was pretty sure that everyone, even Fisk, tipped.

Herman Schultz smiled. "Good. Now tell me..."

"Tell you what, hun?"

"When the hell did it become Christmas?"

* * *

Aisha was flicking stones at the wall. She was, as she had once heard a tourist in Brockton Bay say, _bored shitless_. It had been the first time she'd heard the English accent in real life, and probably the last too- _well, besides on TV and suchlike_.

She found little mirth knowing how unlikely it was anyone on Earth Bet would ever hear such an accent again. With no thanks to that worthless bastard, _Scion_ , who had left a Great Britain sized _sea_ where the United Kingdom had once been.

She briefly wondered if they'd actually call it the _Great British Memorial Sea_ , considering its maritime history.

She was still flitting through her thoughts when a stone fell at her feet, startling her. _Who the fuck is throwing- oh right. My god damned ADHD can go fuck itself_.

She stared at the small, uniquely shaped stone for several eternal seconds, wondering if it'd broken her reverie out of spite for her throwing it at the wall. Then she considered how ridiculous that sounded. Then again, she _was_ an Undersider.

Her leader, the very girl who had seized control of their home city, through bug control powers, was covered by a blanket and laying in as comfortable a position as her friend could manage. Aisha had tried to make it more comfortable for Taylor, but there was only so much she could do without leaving.

 _I've done_ _what I can for ya, Skits, but I only have two arms to work with_. Aisha looked over at Taylor, reaching down and ruffling her hair; _still, that's one more than you've got, girl_.

Taylor groaned. The pain had woken her, seeping through once again. She looked at her bound and splinted arm, or more accurately what was left of it. It still felt like it was there, she could still feel her fingers moving, like it was a ghost. A wave of sadness swept over her; _I'm... alone._

 _You'll never be alone._ The new voice seemed far off, like talking through bad reception her _You've got me._ Her other voice seemed somehow familiar.

"No more Keh-pyr," Taylor heard the words come from her own mouth, almost with a sense of disbelief.

 _No more Khepri? Good, but there's only one way to find out for sure, it's real fucking risky. Gotta go for it sooner or later though. I can't keep this shit up forever._

 _What?_ Taylor paused in her thoughts, _I never said that…_ There was something in the way the words were parsed that made Taylor frown as realisation dawned. _"Imp?"_

"You know it, girl. I've been here the whole time." Her teammate's face was etched with sweat and worry, and Taylor could see that Aisha was already straining, but still here, ready to try and break free of her if necessary.

"Good… Morning... _Angel_?" Taylor's voice was steadier this time and she had a smile on her face, and Aisha smiled back warmly. Imp had taken the risk after all, probably based on Taylor seeming to be in control of herself.

"I dunno about that. I'm not exactly an…" Aisha paused, wishing she had a mirror for a moment; "an _angel_. If anything, I'm more likely to be one of the other guys."

Taylor's smile remained, and that was all that was important. "Welp, boss; can't say any of us back home cared too much for your replacement. But looks like you're mostly back."

Taylor held up her arm, giving Aisha a pained look. " _Aisa._ Tattle said issues I had." Taylor growled, her words were not obeying her.

Aisha nodded, diplomatically ignoring the mangling of her name. She'd avenge herself at a later date. "Yeah, I kinda wasn't going to comment… especially since you once had clones… and less said of them the better." She turned her head upward, looking innocently at the dark, concrete ceiling.

Taylor blinked as she hazily recalled the fight against Echidna's clones; one of them in particular. "She not wear mask." The memory came to Taylor of her double, standing scant metres away, completely unclothed.

Taylor shook her head. "I'm memory still bad. Making me naked clone?."

There was a moment of quiet, followed by the sound of Aisha Laborn clearing her throat. "Thing is Skits', your memory ain't playin' tricks on you. One of those fucking clones was in the buff."

The memory of the copy of her and the less than prominent bust made Taylor flush, out of both irritation and embarrassment. The words tangled up in her throat again as she wondered if she was going backwards again. She hadn't _grown_ when she'd grown.

She took a deep breath, calming herself as much as she could before speaking. She practically growled as she forced the words out. "How old am I'm?"

 _I'm, huh?_ Aisha chewed her lip, giving Taylor a mischievous smile as she replied "Pretty sure you're still older than me, girl. Had to think a minute there, things have been a real fucking mess recently."

"I'm was _there_. Now tell her, how old… you?"

"I'm Sixteen." Aisha shrugged helplessly, a motion that only served to accentuate the physical difference between herself and Taylor. "I know, it doesn't look like it."

Taylor noticed. "My Anatomy. _Wrong_."

"My bro didn't think so." Aisha's smile turned into a wide grin telling Taylor exactly what that comment meant.

Taylor blinked, then her cheeks flushed, and she avoided Aisha's gaze. Her lack of upper body development hadn't mattered on that day; not to her, nor to Brian. Her blush faded slowly, replaced by a small smile.

There followed a few minutes where the pair didn't speak, as Aisha turned away and began packing together their meagre possessions, and concentrating on making sure Taylor knew she was there. It didn't take long.

She'd stashed the broken _Dragonfly_ suit behind the ventilation grating above them, with Taylor's regretful approval. Aisha was fairly certain she could return for it before it would be discovered. After all, no one had discovered them down here so far.

Taylor broke the silence, "Aisha, you said us need find elsewhere?"

"Fo' sho', 'cos this definitely ain't the best fucking place for your recovery, even if we are in a cleanish utility room."

Taylor glanced around the room they were in with a new clarity. "Oh… really..."

"We need meds and food. I'm not fucking starving to death in a sewer." Aisha shrugged, "But hey, it coulda been worse…"

Taylor blinked, "Worse? How?"

"We're the _Undersiders_ , it can always get worse!"

" _That_ , I'm remember now."

* * *

Spider-Man sat in the medical bay observation area, waiting for news on Madame Webb's condition. Her most recent (last?) words came back to him. He was unsure how much time he'd spent in that… whatever it was, but it had left him with a strong sense of foreboding.

Concluding that if there were any developments, one of the others would inform him, Peter Parker started sifting through what little he knew.

 _Okay, I'm stood down. So, what_ do _I know? Not a heck of a lot. I know that 'Skitter' made my head feel like it was in a vice. I also know she isn't from around here, and going by that shared vision, I'm pretty damned certain she's not even from this world._ He turned the idea over in his head a few times.

 _What other evidence do I have? Well, there was the shimmering portal that formed shortly before she appeared. That was crazy enough, but, remember Sherlock Holme's motto about impossibility. Also, I need to remember never to tell Stark that he looks like Holmes. That man already has a planet sized ego. And since there's a planet out there called Ego… whoa, damn it webhead, get back on track!_

R _ight... so, if this 'Skitter' fought beings like that Kaiju on a regular basis, then what was so much deadlier, that she ended up recruiting them? Secondly, I'll never be able to watch Pacific Rim again._

He was unsure of how long he had been there thinking things through, when he was roused from his thoughts by one of Stark's automated medical units. The android hovered there, awaiting his response.

Spider-Man looked at the highly advanced floating medical unit, wondering if, knowing Stark, these units had some kind of inbuilt superhuman neutralisation abilities. Pushing the thought away, he asked the humanoid figure, "What's the prognosis?"

"We have made her comfortable. Regrettably we are unable to repair the cerebral damage. We recommend that you prepare yourself... our apologies."

 _Huh, it looks like Stark dealt with the function first, and everything else second. Typical!_ Peter sagged a little. As frustrated and angry as he was though, he couldn't actually blame Stark. His own inner scientist understood the necessity of making something work right first.

"Hey Pete."

Peter stood up, turning to face the new arrival. It took him a moment to respond to his civilian name, but then he spotted his mask on the seat next to him. _Huh, I don't even remember taking it off._

Standing there, in front of him, clad in his newest outfit, a purple and black reinforced uniform, with a variation of his original mask hanging off his utility belt, stood Clint Barton, the Avenger better known as Hawkeye.

Peter raised one hand in weary greeting. In a subdued tone he said, "Hey Clint."

"We heard. And by we, I mean Natasha and me. We were on our way to refuel and re-arm, so we'll be around for a while. In the meantime, let us know if there's anything we can do."

"Thanks, but I think we've exhausted the options."

"Not a good Christmas then." Clint winced. He ran his fingers through his hair as he tried to say something to help. His hands dropped to his sides as he failed to find any more words.

Peter shook his head. "Thanks Clint, This is isn't on you. Thing is, I always found her irritating. All the cryptic messages, all the mystical stuff. That was always a problem. Whether it was magic spider totems, or a jealous insane norse god, it was always trouble."

Clint nodded, "I can relate. Especially to the bit about Norse gods. And their brothers." Clint breathed in, "Want a coffee?"

Luke Cage's head popped around the corner, his deep voice was smooth. "Sweet Christmas, I never knew you felt that way about me, Clint."

"Luke," Spider-Man looked over tiredly, "not funny man."

"I'm sorry little brother," Luke shook his head a little, "was just trying to lighten the mood. I'll get those coffees.

* * *

Fisk Incorporated was in the top twenty list of the tallest buildings in New York, It was definitely the tallest that overlooked Hell's Kitchen and the Garment District. The powerful man had purchased the building after the Hulk returned from space. He'd commissioned extensive renovations as a symbolic gesture, considering that the man he most wanted to irritate with it was blind.

It was impressive in its own way how his foe had overcome his limitations, but as many historical figures could attest, respecting someone didn't stop you from wanting them dead.

Even now, he sat at the head of a large oval table having called a meeting of his top men, along with ambassadors from various _business_ organisations across the city (with one or two minor exceptions). Among the individuals gathered were Hammerhead, Cornell Cottonmouth, Tombstone, and weapons mogul Justin Hammer. It was tense; but his current enforcers, the _Enforcers_ , were placed behind each representative and all knew why: Fisk was in control.

That was his belief, but it was about to be challenged, and by one of the few men that could.

The elevator arrived, heralded by a chime. Cynthia Mason frowned, knowing that there were no further scheduled arrivals. Her hand moved towards the pistol under the desk. Then the elevator door opened and she froze as the man entering her workspace simply locked eyes with her. She inched her hand back to her desk, swallowing as she did so, her heart thumping as the man walked straight up to her.

Cynthiai's orders were to deal terminally with anyone who entered at this time, but there were some well known exceptions and the dark haired former marine studying her was known to be _the_ exception She placed both hands on her desk. fingers spread evenly as she looked down. It was patently obvious that the man had already dealt with the other security measures.

The man nodded. "Good girl. Now call him. He'll know why I'm here." The voice brooked no contradiction and she knew that to argue was tantamount to suicide. She made the call. The smoothly dangerous tones of her boss, Wilson Fisk, carried implicit threat as he answered. "Explain this interruption quickly, Cynthiai."

Comporting herself, she told her boss. "Sir, _he_ is here..."

There was a brief pause on the other end, and Cyndi knew that her employer was now going to be extremely careful. She kept her eyes down as the dark haired man moved past her. He didn't seem to be paying her any more attention, but primal instincts kept her ramrod still: Experience told her that one wrong move and her brains would decorate the wall behind her.

The man made his way into the conference room, his gaze sweeping over the attendees all in under a second, decades of experience telling the newcomer who present was prone to doing something fatally stupid. The Enforcers simply folded their arms, just nodding slowly.

One of Hammerhead's goons started reaching for their gun, only to freeze as those pitiless dark eyes fell on them. "Hail Hydra?" He asked hesitantly joking, moving the hand quickly away from the it, raising both hands and smiling in hopefully.

The muscular, black t-shirted man's hand rested on the pistol at his own hip. He spoke quietly but dangerously, his eye's locked on Hammerhead's man. _"_ Here today, you get a warning. You will never get a second one." With that, he turned his attention to the Kingpin. "Mister Fisk."

Wilson Fisk replied calmly, "Mister Castle."

"Five million, untraceable." The Punisher's voice was almost deadpan, "Or we can continue our games."

Wilson Fisk, the most connected and successful crime boss in New York, rose and went to his safe. Shortly after that, The Punisher left with two secure armoured cases of high denomination bills, to continue his crusade.

No one in the meeting room had moved, or even spoke until Cyndi's voice sounded through the intercom. "He's gone, sir."

Fisk watched through the window as his less than welcome visitor left. Still, this way remained more profitable than their previous open conflict. He fancied he could see Castle's progress in the way that the crowds outside his tower swelled and parted. People would see the skull on the vest of the infamous sociopath, then look at his face and do one of two things- ah there were the muzzle flashes now.

He turned back to his visitors and sat, smiling. "I think you all understand that we had no interruptions. I am also going to assume that you all know that should anyone malign my reputation, it will go badly for them."

Fancy Dan smiled too. "Sorry for speaking kinda outta turn Mister Fisk but if that happened people might start getting the idea we couldn't enforce things either. We'd have to prove ourselves to you again, gratis of course."

Fisk nodded slowly. "I see we understand one another, but now to the matter at hand gentlemen." He threw down an afternoon copy of 'The Daily Bugle'. "I want this girl found. You understand me." It was not a question.

Cottonmouth flashed a suave smile, standing and straightening his purple suit. "If this ho's in Harlem, my guys'll find her." He stood, gave Fisk a florid bow and sauntered out.

No one else dared speak as the rest of the attendees filed last. The last to leave were the Enforcers.

Once the door had closed, Fisk stood, turning to gaze out of his window for the second time, taking in the glowing lights of the buildings, of the city he practically owned. He smiled, hands resting on the gold pommel of his cane. This intriguing newcomer was out there somewhere, injured and alone. Either her hunger or her injuries would allow him to track her down. "If she can indeed control Spider-Man, she will make a valuable asset; and if she cannot be controlled, then she will have to be _dealt with_."


	5. Analysis

Author Note: Sorry this chapter has been such a long time in coming, I ran into my biggest adversary, opposition, or obstacle writing this story: My co-author. But damnit, he questioned things I hadn't thought of and rewrote some integral scenes (and more since) that just wouldn't have been anywhere near as poignant without him. In fact he may have wrote this author's note too.

From the actual main Author: Jedireaper is a smartarse. He did indeed write the above blurb. Ote however, that I've kept captain smartarse's words for this summary

From Jedireaper: I'll smartass you in a minute.

Chapter Four

 **Analysis**

Frank jinked, darting down an alleyway and narrowly avoided the gunshot as it rang out behind him. Taking cover behind a large dumpster, he readied a shot, but paused, considering his situation.

 _These aren't Fisk's men, someone's trying to play us against each other. That old bastard is too wily to try something like this. Especially right after a meet, it's too obvious._

Frank quickly ran through his options, and was just as keenly aware of the goons entering the alleyway and taking up position. _I need to change the ante. Up the fire escape? No, it's too exposed and puts more people at risk. Shoot them?_ Frank got a glance at the assailants, using their reflection in a dirty window to do so. _No._

Beyond the alley he could make out the shapes of innocents, and could hear their excited shouts. He was sure he could see some of them recording what was happening on their smart phones. For a moment he longed for simpler times. _Idiots._

While he was certain his aim would be true, there was still the slimmest of chances that his bullets would penetrate straight through them and into the gathering onlookers. He wasn't some comic book Marty Stu (or was it Stan these days?) that never failed.

The gunmen were confident that they finally had the Punisher trapped. Two of them kept careful aim near the fire escapes, whilst the other two covered the manhole cover.

"Game's over Castle! Come out and we'll make it quick."

Castle didn't answer. Not only was he disinclined to, he was busy studying the weak link in the metal chain that was holding the dumpster he was using as cover, to the wall.

"You ain't got long to take our offer," the goon called out. Frank leveled his pistol butt against the wall and with a smack of his left palm against his right wrist, pried the chain from its holding. He caught the chain as it dropped, preventing it from clattering against the dumpster, or to the ground.

At the head of the alley, and with the sounds of wailing police sirens drawing rapidly near, the gun men charged forwards.

The first one was met with three tons of dumpster to the chest, as it was shoved hard in his direction, knocking him down. The second managed to scramble clear and past, realising his fatal mistake, when Castle drilled a bullet through his skull at point blank range.

The third gunman blinked with horror, as he watched his associate's brain splatter past him. In that moment, he regretted closing in on The Punisher as he realised their mistake. In a surreal slow motion, as the gunman's adrenaline pumped his fight or flight response into overdrive, he watched Castle glide around the falling body of his associate. In his final moments, he barely registered his own shot, as he too was swiftly and brutally despatched.

It was on target. Castle groaned as the bullet took him in the left side, the concussive force knocking him backwards. Castle's collision with the dumpster was jarring enough to loosen his grip on his (now empty) weapon.

The final thug snarled, his own weapon homing in on Frank; a split second move. That second was all that Frank needed to hurl the dumpster's chain around his would be killer's feet, causing the man to fall to the floor, his gun clattering to the side.

The stricken man let out a startled yelp, but was cut off nearly immediately as a length of chain was wrapped around his neck, with the Punisher hoisting him off the damp paving. Struggling to loosen the chain, a second later, he was slammed down hard with enough force that his neck hit the lid of the dumpster with a sickening crack. He wouldn't be moving again.

Frank let go of the chain and spun, as a clumsy punch from his first attacker whipped past his face. He'd expected it, as he grabbed the arm to the surprise of its owner, and twisted it behind the man, and shoved him into the wall; pinning him there.

He needed one alive. For how long, hinged on the answers he gave.

* * *

It was a few hours later, icy rain was seeping through his overcoat, and he wasn't thrilled about that (It was cold enough already). Detective Sergeant Kowalski blinked at the open manhole cover. "Every damn time."

* * *

The patter of rain could be heard from the nearby windows, passing almost unnoticed by the veteran Avenger. Peter Parker was still on the bench, his hands cradling his head between them, eye's focussed on some distant memory or regret.

The click of footsteps came into his earshot and Peter looked up as Tony Stark's shadow fell upon him. The strained look on the older Avenger's face spoke volumes. Peter picked up his mask but halted halfway to donning it.

"She's asked to speak with you. She has little very time left," Said Stark, turning something over in his hand, rather absentmindedly.

Peter sighed and gave Tony a sour look. He would not have been the slightest bit surprised if the tech mogul had lost track of time whilst working on some creation. It wouldn't have been the first time. "Why didn't you call me earlier?"

Tony followed Peter's glance, and set down Hank Pym's outdated helmet that he was carrying. As he did so, he looked right at his impulsive young associate and spoke in an even tone; he'd had years of practice with Peter. "Jarvis just informed me. I came to get you immediately."

Peter flushed slightly at that. "Oh. Sorry. I should have-" Peter looked away. This was becoming habit, and at some point he was going to need to take a good long look at himself.

Stark waved it away, with a small conciliatory smile. " Forget about it. Just go and make use of the the time she has left."

Peter nodded and left silently.

After the Wall Crawler was out of sight, the scientifically minded Avenger tried to make sense of the situation. Much like the likeminded Reed Richards though, magic left him cold. Anything that defied hard science the way mysticism did, left him cold.

 _Give me empirical data any day of the week._ He chuckled and smiled slightly at that thought, considering who some of his friends and allies were, or had been: Thor, The Scarlet Witch, Doctor Strange, even _Merlin_.

The mystical world was real and all around him. But that didn't mean he had to _like_ it.

On top of all of that, it had been Thor's brother, Loki who had caused the formation of _The Avengers_ in the first place. Funny name, _Avengers_.

* * *

She stirred weakly as she sensed his approach. "Spider-Man," she murmured, her voice barely more than a whisper.

"Madame Web," Peter finally found his voice. He felt like the world's biggest hypocrite even being here. He knew he had rarely treated this woman with the respect she had garnered.

Looking back on it all, he finally realised that whilst she had been cryptic, most often infuriating him, she'd still had his back. What would he do if he had the same power, her power to see the future? How would he deal with it? And would he strive to change what he saw?

He knew his answer, it was barely a choice, _no_. As surprising as that answer might have been, he remembered something that Kitty Pryde had once shown him. It had been a warning: A glimpse of the X-Men's _Future Past_ files. A record of an alternate timeline created by the actions of the mutant extremist, Mystique, causing the roundup and slaughter of those that carried the Mutant X gene, in a timeline that now no longer existed.

Technically, it had still happened (according to Kitty anyway) but she'd managed to undo the damage that had been done, and restored time as it should be (mostly). Playing with time was a tangle waiting to happen.

Peter considered the possibilities: It was a _terrifying_ amount of power to be saddled with. And it was enough for him that _with great power comes great responsibility_. And he never wanted a _greater-than-that_ responsibility on his shoulders.

He smiled ruefully at Madame Web. "I should have said thank you before now," he began, clasping her wizened hand, "I'm sorry."

"I _know,_ Spider-Man," she whispered. "I know who you are at heart, as I always have. It is why I prepared for this moment a long time ago…"

"In a galaxy far, far away?" Peter joked, trying to lighten the mood.

Madame Web stared at the Wall Crawler blankly, before her eyes widened and her pale skin whitened. " _The Castle will check the King, and there will be a sinister shock_."

She took a pained breath and one of her last, as Peter held her hand gently. "I am sorry Peter," she continued, "my time here is over... but your time to rise... is here..."

"I will." He made those last words she'd hear a promise. "I will, Madame Web!"

She smiled at him, her eyes warm, and with those words she fell back with a deep sigh, her chest falling and not rising again.

Spider-Man placed his clairvoyant guide's hand to rest at her chest, repeating his words: "I will."

* * *

It was dark, and cold. She could tell there was water streaming down the side of the manhole's sewer walls, even if she couldn't see it; and the temperature within had begun to plummet. The metal clanged as her feet and hands climbed the railings towards potential freedom (and fresh air), noting as she did, the tiny amount of street light that filtered through the gaps of the manhole cover.

 _Where are we?_

Aisha paused, concentrating on keeping her presence known to her close friend below, who was climbing the railings in a somewhat more awkward fashion, with her right arm missing. Taylor seemed to be mumbling to herself, but nothing Aisha could pick up on as coherent.

She gently nudged Taylor's shoulder with her left foot, keeping her grasp firmly on the railings. "Psst!" Aisha whispered loudly, "Bug girl!"

Taylor had halted her climb and had almost lost her grip on the cold, damp metal. The two young women from Earth Bet's eyes would have met in the darkness, but Taylor could only see a dim silhouette, so she spoke: "Why?"

Aisha glanced up, and reached her left arm up to touch the underside of the large cylindrical cover. Droplets of icy water ran down her fingers from where they'd met the rain pattering metal, and she shook it off. She turned her head down to Taylor below, "Can you use those bug Force powers of yours to see what's above, or is your head still too fuzzy?"

Below, the girl that was Skitter, frowned and concentrated.

Taylor could feel them, all of them, practically like billions of tiny little lights, all interweaved by even tinier glowing strands, all of them individual, and yet in this moment, (and even perhaps before she'd thought about it) connected to her.

It provided her briefly with an immense clarity, an image of where they were, but the reception was so bright and clear, it startled her. She'd never gleaned so much information, nor understood it. This was too much, too bright, too detailed- it was overloading. There were splinters of bark, and specks of dust; there were flakes of skin, and decaying exoskeletal shells; there were droplets of water that were like tiny floods, and puddles like oceans; with tiny fractious little stones that looked like towering mountains, and dead leaves that looked like- dead leaves?

And then it was gone. The lightbulb that was her _power_ had sparked with blinding brightness, but now it seemed like the filament had burnt out.

Aisha had been studying her friend for the last few seconds after she'd gone quiet, and heard her giggle. "What's so funny?"

"Dead leaves," came the slightly echoed and distant response, though Aisha noted the distance was not in metres, but in Taylor's voice.

"Does that tell us where we are?" Aisha glanced back up at the miniscule shaft of light through the gap in the manhole cover.

"Dead leaves. In pools." Taylor's voice sounded more insistent this time.

"So I guess it's safe," Aisha sighed. She reached up and heaved the heavy metal cover from the sewer access pipe they were in, with a spatter of rain blasting her, as she climbed up and out.

* * *

Cornell _Cottonmouth_ Stokes gazed over the sepia coloured streets of Harlem, the windows of his limousine pattered with rain, and the dancing reflection of fairy lights, a smile spreading on his lips. _These are my streets._ He'd come a long way, clawing his way up the food chain, built on top of his family's legacy; and now, he had businesses, people, fine company, and all of it within finger snapping distance.

 _The kind of_ _power my family dreamed of back in the days_. The days when the cops would call him 'boy', and the people of Harlem were openly oppressed, poverty rampant. His _legitimate_ businesses had brought Harlem into the light and allowed it to thrive.

At least, that's how Cornell saw it.

All these businesses, and the less legitimate activities meant he had to keep everyone in line. As his Mama once said; _don't hit them, make them fear the day that you will_. And as much as he despised the things she'd made him do, he now saw the logic of it. If someone stepped out of line, you dealt with the problem yourself, you didn't cower out. The moment you didn't lead from the front was the moment you lost your _power_.

With his reputation seemingly preceding him, the shutters to his private car park allowed the limo to move out of the empty, wet streets of his home.

This part of his business empire was the newest but as the times had moved on, he had moved with them. The nightclubs he now owned were proof enough of that, and whilst he had been initially resistant to the idea, they were now major sources of income.

He smiled as he sipped the dark rich liquid contained in the glass he held, and considered his retirement plans. Not that he was going anywhere anytime soon, but things were looking smooth for him. He'd reduced down the more illegitimate sides of his business, and drugs were no longer pedalled on _his_ streets. It was one of the very few things he and Cage had ever agreed on.

He placed the cognac glass on the marbled table, with a clink, and relaxed back, taking in the dark wood panelled finery of his Nightclub office. There was the matter of that girl Fisk was after, and how much she was really worth to Fisk. "She must be something really special to get that fat cat lookin' her way."

* * *

Frank Castle slung his combat braces onto the grubby looking table, in the darkened and dingy back room. He turned as he heard a low moan from his captive: Without any hesitation he gave the man a meaty punch across the face, sending him back into slumber. Frank didn't want the man to realise how much trouble he was truly in (at least not yet). Not until everything was properly set up.

They were in one of the many abandoned warehouses that dotted much of Manhattan's seedier districts. Frank had specifically chosen this one because of its vicinity in Hell's Kitchen, with Fisk's tower only a couple of blocks over. If he was going back there again, _it didn't need to be a long journey._

He checked the man's bindings before hauling him out into the warehouse and into the chair he'd prepared, securing him to it.

On a table set about five feet in front of the captive, was a laptop displaying a paused scene from _Liam Neeson's_ Taken; a film The Punisher had chosen specifically for the brutal scene. The film served a double purpose, it would demonstrate the thug's immediate future, and it would also provide Frank Castle with something to alleviate any boredom he'd accumulate in the intervening hours.

Shafts of the winter morning sun glared through rusted holes in the ironwork, and larger patches of light shone through clearer gaps in the dirty and old windows. Water dripped down from the previous night's rain, making a trickling noise as it pooled on the warehouse's concrete floor.

In the centre of the cavernous building _Chris_ stirred, shaking his head as he came round. His feet felt wet (and bootless), the sensation making him glance down. His ankles were bound and secured to the metal chair, and they were sat half an inch in the slowly pooling water. In fact, as he regained further lucidity, he could see quite the large puddle that he was sat in. He tried to pull at the bonds holding him to the seat, preventing free movement, but couldn't find the strength required to break them.

He noticed the trails of cables leading into the layer of water at his feet and this told him all he needed to know. "Oh crap," he murmured, resigning himself to his apparent fate just as the reason for his current predicament stepped around him and into his field of view.

Castle was a towering mass of muscle over his leaner captive, imposingly staring down at the man. "Awake. Good." His voice was deep and gravely, and it sent a shudder down the man's spine.

Chris spat to the side, clearing his throat, and then glared at the Punisher; "You may as well kill me, man; I'm dead already."

"You are half right," Frank Castle picked up on the pleading in Chris's voice, "you are dead already." Punisher picked up a two-inch thick power cable that wasn't in the pool of water, but laying next to it. The end of the cable had been knifed off, exposing the highly insulated copper wiring.

Chris swallowed; he could hear a nasty electrical buzzing sound coming from the cable and didn't want to think about how many volts were about to juice him, but the sound sent him into a cold sweat. "Shit!"

Punisher continued, moving closer to the thug-from-the-alley. He brought the cable close to the man's face as he made his purpose clear, "I have a question for you. If I don't like the answer, the next few minutes are gonna hurt. And if you don't give the answer, the next few days are gonna hurt."

The thug from earlier wilted, now in this powerless position, slumped weakly into the chair he was trussed to, staring down at the reflection of the sunlight from the almost opaque window high above. The Punisher stepped back, satisfied that Chris understood him absolutely fine. "Who sent you?"

There was a brief flicker of hesitation across Chris's eyes, "Kingpin." His voice cracked a little.

Frank's eye's barely conveyed his scepticism, but it was there. He loosened his grip on the power cable, letting it slide slowly towards the water beneath his boots. "Kingpin," he echoed.

"Yeah, he-" In that moment there were sparks as the cable met the water and sent jolts of electricity into the lying sack of shit, as he let out a juddering shout of pain. Frank could feel the electricity conducting through his own body and relished in the feeling. He'd endured far worse.

After a scant few tens of seconds, he pulled the cable back up, and let it rest a few inches above the water. "Try again."

It took Chris what seemed like an eternity to refocus on his surroundings, he could feel fatigue gnawing at him, and could smell a faint _grilled-bacon_ scent in the air. It took him another couple of seconds to realise it was him as he controlled his breathing. Chris's eyes snapped to the sociopath still stood in the water just used to electrocute him. "Jesus Christ," he spat, "fuck you man!"

There was a juddering scream from the man as the cable dropped into the water again. After a few seconds it quietened down to a whimper as Frank Castle spoke, "We can do this all day. I'll only ask this one last time. Answer correctly and I'll make it quick." Frank paused, letting the implication sink in. "Who sent you?"

Chris was already dead and he knew it. If he spoke, it would be his family that would pay the price. So he repeated through his gritted teeth: "Kingpin, motherfucker!"

Chris spat at Frank, and Castle just shrugged as he started wrapping the thick cable around his forearm as he asked, "Which eye do you want to lose when I fry your brain?"


End file.
